35 Case: 1:12-cv Document #: 124 Filed: 03/17/14 Page 1 of 58 PageID #:2915 THURMAN ROSS, by and on behalf of himself and all others similarly situated, Plaintiff, UNITED STATES DISTRICT COURT NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION v. CAREER EDUCATION CORPORATION, GARY E. McCULLOUGH and MICHAEL J. GRAHAM, No. 12-CV Honorable John W. Darrah Defendants. DECLARATION OF JAMES M. HUGHES FILED ON BEHALF OF MOTLEY RICE LLC IN SUPPORT OF APPLICATION FOR AWARD OF ATTORNEYS FEES AND EXPENSES

36 Case: 1:12-cv Document #: 124 Filed: 03/17/14 Page 2 of 58 PageID #:2916 I, James M Hughes, declare as follows: 1. I am a member of the firm of Motley Rice LLC ( Motley Rice ). I am admitted to the bars of South Carolina, the United States District Court for the District of South Carolina, the United States Courts of Appeals for the Fourth and Eleventh Circuits, and the United States Supreme Court. I have been admitted to appear pro hac vice before this Court in the above-captioned action (the Action ). I have personal knowledge of the matters set forth herein based on my participation in the prosecution and settlement of the claims asserted on behalf of the Class in the Action, and submit this declaration in support of Co-Lead Counsel s application for an award of attorneys fees in connection with services rendered in the Action, as wee al for reimbursement of expenses incurred in connection with the Action. 2. Motley Rice acted as Plaintiffs Co-Lead Counsel in this Action. In this capacity, Motley Rice was involved in all aspects of this Action, from investigating and preparing the complaint, to briefing the motion to dismiss and motion for class certification, and then pressing through contentious discovery to a final settlement. The specifics of Motley Rice s work as Co-Lead Counsel is detailed more fully in the Joint Declaration of James M. Hughes and Jeff A. Almeida in Support of Lead Plaintiffs Motions for (A) Final Approval of Class Action Settlement and Plan of Distribution of Settlement Proceeds, and (B) Award of Attorneys Fees and Expenses. 3. The schedule attached hereto as Exhibit A is a detailed summary indicating the amount of time spent by each attorney and professional support staff employee of my firm who was involved in this Action, and the lodestar calculation for those individuals based on my firm s billing rates. For personnel who are no longer employed by my firm, the lodestar calculation is based upon the billing rates for such personnel in his or her final year of employment by my firm. The schedule was prepared from contemporaneous daily time records regularly prepared and 2

37 Case: 1:12-cv Document #: 124 Filed: 03/17/14 Page 3 of 58 PageID #:2917 maintained by my firm. Time expended in preparing this application for fees and reimbursement of expenses has not been included in this request. 4. The hourly rates for the attorneys and professional support staff in my firm included in Exhibit A are the same as the regular rates that would be charged for their services in noncontingent matters. 5. The total number of hours expended on this Action by my firm from its inception through and including March 14, 2014, is 1, The total lodestar for my firm for that period is $925,101.25, consisting of $882, for attorneys time and $43, for professional support staff time. 6. As detailed in Exhibit B, my firm is seeking reimbursement for a total of $163, in unreimbursed expenses. The expenses derive from invoices that Motley Rice has paid to date in connection with direct, out-of-pocket charges incurred by Motley Rice in connection with the prosecution of this Action from its inception through and including March 14, There are no outstanding, unpaid invoices. These expenses are thus for actual incurred expenses presented in accordance with my firm s expense policies. The following is additional information regarding certain of these expenses and charges: Meals, Hotels and Transportation: $7, In connection with the prosecution of this case, the firm has paid for travel expenses to attend, among other things, court hearings and mediation, and to meet with clients and witnesses. The date, destination and purpose of each trip is set forth in Exhibit C, attached hereto. Photocopying: $ In connection with this case, the firm made 602 in-house copies, charging $0.23 per copy. Each time an in-house copy machine is used, our billing system requires 3

38 Case: 1:12-cv Document #: 124 Filed: 03/17/14 Page 4 of 58 PageID #:2918 that a case or administrative billing code be entered and that is how the 602 copies were identified as related to this case. Filing, Witness and Other Fees: $ These costs have been paid to the court for filing fees and to attorney service firms or individuals who either: (i) served process of the complaint or subpoenas, (ii) obtained copies of court documents for plaintiffs, or (iii) delivered courtesy copies to the Judge s chambers. These costs were necessary to the prosecution of the case in order, among other things, to file the complaint, to serve the complaint and subpoenas, and to investigate the facts. The vendors who were paid for these services are set forth in Exhibit D, attached hereto. Online Legal Research: $1, These included vendors such as LexisNexis, Westlaw, and PACER. These databases were used to obtain access to factual databases, legal research, and for cite-checking of briefs. The expense amount detailed herein represents our charges for the outof-pocket costs incurred by Motley Rice in connection with use of these services in connection with this litigation. The charges for these vendors vary depending upon the type of services requested. For example, Motley Rice has flat-rate contracts with some of these providers for use of their services. When Motley Rice utilizes services provided by a vendor with a flat-rate contract, a billing code is entered for the specific case being litigated. At the end of each billing period in which a service is used, Motley Rice s costs for such services are allocated to specific cases based on the percentage of use in connection with that specific case in the billing period. As a result of the contracts negotiated by Motley Rice with certain providers, the Class enjoys substantial savings in comparison with the market-rate for a la carte use of such services which some law firms may pass on to their clients. For example, the market rate charged by Lexis/Westlaw for the services used by Motley Rice each month is routinely five to ten times more expensive than the rates negotiated by Motley Rice and which provide the basis for the expenses set forth herein. 4

46 Case: 1:12-cv Document #: 124 Filed: 03/17/14 Page 12 of 58 PageID #:2926 FIRM OVERVIEW Founded on April 28, 2003, by Ronald Motley, Joseph Rice and nearly 50 other lawyers, Motley Rice LLC is one of the nation s largest plaintiffs law firms. Our attorneys, assisted by more than 200 support personnel, possess extensive experience in a wide variety of civil litigation. Motley Rice lawyers initially gained national recognition for their work representing asbestos victims in the 1970s and 1980s, conducting some of the first successful representations of injured persons against the asbestos industry. Motley Rice remains deeply involved in asbestos litigation in various jurisdictions across the country. The firm continues to represent clients through involvement on numerous asbestos bankruptcy trust committees and is active in other workers rights and toxic tort cases. In the 1990s, Motley Rice attorneys took on the tobacco industry. Armed with evidence acquired from whistleblowers, individual smokers cases, and tobacco liability class actions, the attorneys led the campaign of 26 states Attorneys General and several municipalities to recoup state healthcare funds and exact marketing restrictions from cigarette manufacturers. Through the litigation, a powerful industry was forced by U.S. courts to reveal its internal documents that explain what nine tobacco companies knew, when they knew it and what they concealed from the public about their dangerous product. * The effort restricted cigarette marketing to children and culminated in the $246 billion Master Settlement Agreement, the largest civil settlement in U.S. history. Following the Sept. 11, 2001 terrorist attacks, Motley Rice lawyers brought a landmark lawsuit against the alleged private and state sponsors of al Qaeda and Osama bin Laden. Motley Rice has undertaken a global investigation into terrorism financing and, in keeping with its no stone left unturned discovery philosophy, spent more in the first 1½ years of its investigation of al Qaeda s financing than the $15 million budgeted by the U.S. Congress for the entire 9/11 Commission. In the course of this investigation, Motley Rice created an entire anti-terrorism and human rights practice which includes cases against defendants involved in terrorist acts by Libya, Hamas suicide bombers in Israel, and other corrupt regimes human rights abuses. Motley Rice attorneys also held a crucial role in executing the strategic mediations and/or settlements in 56 aviation liability and damages cases against multiple defendants on behalf of families of the victims of the 9/11 attacks who opted out of the Victims Compensation Fund. We continue our efforts to hold responsible national and international corporations and organizations that willfully and knowingly harm people and have expanded our other practice areas to seek protections for shareholders, seek change in corporate cultures and bring to light issues that affect safety, security and rights of consumers, investors and the public. The firm s lawyers regularly litigate complex cases involving multiple parties in state and federal jurisdictions throughout the United States, either as sole counsel for the plaintiffs or in association with local counsel and other firms. Additionally, Motley Rice lawyers maximize the use of alternative dispute resolution where appropriate, such as negotiation, mediation and arbitration, making it possible to avoid protracted litigation in some cases. Motley Rice employs state-of-the-art technology by using video conferencing, extranet access, and a document management system that enables the firm to process and enter into the database thousands of articles, liability documents and all other information and documents used in litigation proceedings. The firm has offices in Mt. Pleasant, SC; Providence, RI; Hartford, CT; New York, NY; Morgantown, WV; Washington, D.C.; Los Angeles, CA; and New Orleans, LA. Motley Rice lawyers have represented clients from multiple countries around the world, including in Latin America, Canada, Europe and the Caribbean. * World Health Org., The Tobacco Industry Documents: What They Are, What They Tell Us, and How to Search Them, (July 2004), available at communications/ti_manual_content.pdf. LITIGATION PROFILES Motley Rice has held leadership roles in numerous cases. Highlights include: AVIATION DISASTERS AND PASSENGER RIGHTS Amanda Tuxworth v. Delta Air Lines, Inc., No. 2:10-cv RMG (D.S.C), an aviation passenger rights case involving a Delta passenger. Chris Turner, Individually and as Personal Representative of The Estate of Tracy Turner v. Ramo LLC, a Florida Limited Liability Company, No (Ct. of Appeals, 11th Cir.), an aviation case involving fraudulent transfer allegations in connection with a fatal plane crash. TOXIC TORTS AND OCCUPATIONAL DISEASE Travelers Statutory Direct Action Settlement (Bankr. Court, S.D.N.Y.), an eleven-state asbestos settlement with Travelers Insurance that is working its way through the appellate process. Plaintiffs Steering Committee and coordinating counsel, Linscomb v. Pittsburgh Corning Corporation, No. 1:90cv (E.D. Tex.), a national class action on behalf of asbestos victims nationwide. Executive committee member in In re Asbestos School Litigation, No (E.D. Pa.), a national school asbestos class action. Lead plaintiffs counsel in Central Wesleyan College v. W.R. Grace & Co., No. 2: (D.S.C.), a national asbestos property damage class action. Lead plaintiffs counsel in In re Raymark Asbestos Exposure Cases, No K (D. Kan.), a national asbestos personal injury class action in which 19,684 claims were resolved. 3

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